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EXHIBIT 10.2
AMENDMENT
This Amendment is made and effective this 10th day of February, 1997, by and
among Horizon Mental Health Management, Inc., a Texas corporation
("Purchaser"), and Xxxxxx X. Xxxx, M.D., Xxxxx X. Xxxxxx, Ph.D., Xxxx X. Xxxx,
Ph.D., Xxxxxxx X. Xxxx, Ph.D., and Xxxxx X. Xxxxxxxx, Ph.D. (collectively
referred to herein as the "Sellers").
WHEREAS, Purchase and Sellers have entered into a Stock Purchase Agreement
dated the 31st day of July, 1996 (the "Agreement"), and
WHEREAS, Purchaser and Sellers desire to make certain changes to the Agreement.
NOW THEREFORE, in consideration of the premises and the mutual terms and
conditions contained herein, the Purchaser and the Sellers hereby agree as
follows:
1. Paragraph 2.3(f) shall be added to the Agreement as follows:
(f) Final Reconciliation. On or before July 15, 1997, and as of
June 30, 1997, Purchaser shall deliver to Sellers a Final Reconciliation
Statement of Income. The Final Reconciliation Statement of Income will adjust
the Statement of Income prepared and delivered in accordance with paragraph
2.3(e) above by incorporating any subsequent activity involving accrued
expenses and accounts receivable, but shall otherwise be prepared in accordance
with the same requirements of paragraph 2.3(e). Sellers shall have 30 days
from delivery to review the adjustments made and to notify Purchaser of any
dispute with such adjustments. If Sellers fail to notify Purchaser of any
dispute within the thirty day period, the Final Reconciliation Statement of
Income shall be deemed to be final and conclusive and shall be utilized to
calculate the Reconciled Purchase Price. Any disputes to the adjustments shall
be handled in the same manner as in paragraph 2.3(e). The Reconciled Purchase
Price shall be compared to the Purchase Price previously paid, and any amounts
owing to Purchaser or Seller shall be paid within 30 days of determination of
the Reconciled Purchase Price.
All other terms and conditions not modified by this Amendment shall remain in
full force and effect.
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IN WITNESS WHEREOF, the parties have executed this Amendment on the date set
forth above.
PURCHASER: SELLERS:
HORIZON MENTAL HEALTH
MANAGEMENT, INC.
BY: /s/ Xxxxx X. XxXxxx /s/ Xxxxxx X. Xxxx, M.D.
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Xxxxx X. XxXxxx Xxxxxx X. Xxxx, M.D.
Executive Vice President
/s/ Xxxxx X. Xxxxxx, Ph.D.
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Xxxxx X. Xxxxxx, Ph.D.
/s/ Xxxx X. Xxxx, Ph.D.
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Xxxx X. Xxxx, Ph.D.
/s/ Xxxxxxx X. Xxxx, Ph.D.
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Xxxxxxx X. Xxxx, Ph.D.
/s/ Xxxxx X. Xxxxxxxx, Ph.D.
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Xxxxx X. Xxxxxxxx, Ph.D.
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